My Little Pony Zerg Invasion
by King Xeno
Summary: The Leviathan traveled through the stars at a quick pace, holding millions of viscous monsters with a thirst for blood that will never be satisfied. Their Queen was back she knew they had to get footholds on other planets, high amounts of power had been found on a planet farther than they had ever traveled. They needed the power they needed to survive they needed blood. Now rated M
1. Chapter 1:The Swarm

Chapter 1: The Swarm

Fluttershy was enjoying her day when she heard something, it was a low growling, she watched as a small worm like creature emerged from the forest nearby her house. It had many green eyes, what appeared to be a set of mandibles, and several long pink tongues jutting out of its face. "Oh my… I've never seen a creature like you before… Are you lost?" She asked it. It let out a few high pitched squeals and gurgles, causing Fluttershy's eyes to widen. "A Hive? Where?" She asked. The insectoid creature didn't respond, it simply started slowly moving back into the forest. "Please don't go!" She said chasing after the animal. Fluttershy saw the worm and decided to follow it, even though her judgment told her not to, her curiosity was too peaked. As she moved through the forest she saw the bushes had begun to wilt and turn a brownish purple. There was a strange shiny purple substance on the ground but she didn't want to touch it.

She finally saw the hive, it was tall, and it seemed to pulse with life, not to mention that it was surrounded by several of the small worms. One was instantly enwrapped in a green cocoon, when it burst the worm had become a crab like creature, It seemed to float above the ground, it moved over to a stone wall and began digging until it found what appeared to be a form of gem. Others were carrying what appeared to be bubbled of green gas. They took the objects to the hive and placed it inside. "It was some form of larva?" Fluttershy asked herself quietly. The hive started to pulsate, before ejecting a different looking creature, it had spider like legs with a purple membrane between them, it had a pair of two fingered hands, and the head was large so it must have been intelligent. It turned to face the hive before unleashing a green cloud of liquid over the building, it caused several green boil like protrusions to develop.

They burst unleashing more larva onto the purple ground. "So that must be the Queen of this hive." Fluttershy said to herself, but the Queen turned and let out a roar in her direction. Fluttershy felt her muscles stiffen up, only her wings were moving, she feared that if she made a single unnecessary movement the Queen would see her. She found out she was wrong when the Queen launched a spine at her, it hit Fluttershy's left wing, causing her to drop onto the purple goo. She stood up and ran as the Queen started to give chase, moving quickly as if it was skating on the ground. Fluttershy didn't stop until she reached the edge of the forest and could see her house, more importantly her friends. She stopped to take her breath and heard the Queen pursuing her once again, it had caught up.

Fluttershy burst out of the forest surprising her friends, but leaving a large enough hole to see the Queen. They all stared at the beast which seeing it was outnumbered turned and quickly retreated. "Fluttershy! Are you all right?" She heard Rainbow Dash ask. Fluttershy nodded but then looked at her wing, blood had dripped down past the wound until it hit ground in small droplets. "What was that thing?" Twilight asked. Fluttershy didn't respond she was staring at where the Queen had ran. "Whatever it was it wasn't friendly." Applejack commented. "I think I scared it… It might have felt threatened…" Fluttershy said, never once taking her eyes away from that place. "Anyway we need to get you to doctor…" Twilight said helping her friend get to the nearest hospital.

"They will return." "How can you be sure, my Queen?" "We have harmed one. They will seek answers." "Shall we prepare to attack?" "No. I'd prefer to wait and see how this plays out. It may end well for us." "Should we prepare to defend the hive?" "Yes, I want Spine and Spore Crawlers set up immediately." "It shall be done my queen."

"Now you're sure it was this way?" Luna asked Fluttershy. The Pegasus nodded, leading the two Princesses, and her friends to where the Queen had attacked her. They knew they were near when they stepped on the purple substance, Fluttershy noticed the plants were now dead, they were pitch black as it they had been set on fire. Once they came across the clearing they saw the hive, it looked the same, but was now surrounded by several strange structures, and they appeared to be long stalks with a sharp pointed spike on the end. They moved as if sniffing the air, searching for something. There were similar ones, they had the same base but a different looking top, it appeared to be a large tube, it moved as if searching the sky. The Queen stepped into view before once again repeating the same process with the green cloud.

The Queen quickly moved, as the larva burst from the cocoons. Twilight watched as something walked to the Queen and began to speak to it. "Is that… A human?" Twilight asked, alerting both creatures to their presence. The Queen roared and prepared to attack, but the human held out its hand. "Halt." It said clearly female. "They are not to be harmed unless deemed a threat." She instructed the Queen, who backed up. "So you are the one who approached my hive. I hope you've learned your lesson about showing up uninvited." The human said.

"Who are you?" Celestia demanded. "I was Sarah Kerrigan, but now I go by 'The Queen of Blades'. I am the queen of each and every one of these creatures. A race known as the Zerg. We have conquered several planets, destroyed entire civilizations, and for every one of our soldiers who fall a million take its place." She said to Celestia. "I have countless allies, many of which are here at this moment." Kerrigan continued. "Why are you telling us this?" Luna asked. "Simple. I like a challenge. Your planet will fall to the Swarm. I will give you three days to prepare, once those days are gone we will attack mercilessly, and swiftly." Kerrigan replied, her eyes flashing pink. Celestia knew that time would be cut short, she would have to hurry if Equestria was going to survive.


	2. Chapter 2:Nature Cheats

All the info I got for the Zerg units I got from the official website. If you want to check it out go ahead! I did change some things to match MLP so all of them aren't exact.

Chapter 2: Nature Cheats

Twilight was hiding behind the large chunk of rubble as the small group of Zerglings rushed past, she heard a scream, there was another scream, and only the second one was cut off. She hears blood hit the ground, and the feet of the Zerglings moving on. Once the coat is clear Twilight peeks out from the large chunk of stone. She ran, towards a building, barely avoiding the gaze of a Hydralisk. The door swung open allowing her to enter, she held a book close to herself. She heard the door slam shut behind her and saw the rest of the Elements. They didn't look so good either. Applejack now had a prosthetic leg thanks to a Zergling, Rainbow Dash was missing an eye courtesy of a Swam Queen, she had an eye patch covering her empty left eye socket, Rarity has many scars from a Roach, Pinkie was missing an ear from a Hydralisk, and Fluttershy had one wing gone from a Mutalisk attack. "Did you bring them?" Twilight heard Luna ask. Twilight slowly nodded and handed the book to Luna using magic.

"These are all the notes I was able to get on the Zerg. I almost got caught a few times, but I got the info." Twilight said while Luna opened the book. "Zerglings have a spiked tail because it allows the creature to maintain its balance when running at high speeds. The somewhat sharp spikes that protrude from the tip have no discernible purpose, and seem to be a vestigial trait from the original Dune Runner genetic code. Exposure to the harsh weather conditions in Zz'gash made the Dune Runners a fairly adaptable species, an attribute inherited by the Zerglings. Their leathery skin developed seven distinct layers with specialized humidity-retention ducts. These prevent moisture loss, while still allowing fluid circulation to keep the creature's temperature at appropriate levels. The Zergling's eyeball has a considerable optical aperture which allows the creature to see in the dark. This ability is further enhanced by a layer of tissue that reflects light, and the production of a dense substance which—depending on saturation levels—make its eyes glow orange or red, a clear indicator that the creature's vision has fully adjusted to the darkness. The Dune Runners' genetic code and cellular composition have been distilled to their simplest form, allowing the Swarm to field waves of savage monsters against their enemies. Zergling replication is so efficient that they thrive even when exposed to exceedingly high mortality rates. The adrenal glands on some recovered specimens seemed unnaturally large for a creature this size. Further analysis revealed traces of genetic manipulation, which enhances the aggression of the Zerglings—driving them into a perpetual state of frenzy. In such a state, the creatures are able to bring down armored guards and structures with ease. Zerglings' origins as nomadic creatures from an inhospitable world are evident in the structure of their nutrient storage system. Capable of deriving the necessary compounds—even water—from anything they eat, Zerglings can survive away from the hive for long periods of time." Twilight said in sync with Luna as she read from the book.

"Next the Hydralisk. Recent studies suggest that the thick mandibles of the herbivorous Slothien were subjected to forced evolution to increase their effectiveness. With an estimated bite force of 5000 pounds per square inch, the Hydralisk's jaw can easily cut through flesh, bone, or neosteel. The caterpillar-like Slothien were once covered in fine bristles coated with mild paralytic venom to discourage predators. After their assimilation, this innocuous defensive trait gave way to highly poisonous armor-piercing spines. When ready to attack, the formidable musculature of the Hydralisk contracts, releasing large volleys of lethal biological ordnance. Grown from the relatively soft ribs of the Slothien, and hardened through genetic manipulation, these tri-bladed scythes are formidable weapons in close quarters combat. The high-density bone blades are connected to a set of fast-twitching, striated muscles, which allow for great striking power with a modest range of motion—deadly even in restricted mobility scenarios such as tight corridors or trenches. Hydralisks are fearless, living weapons. Their endocrine and adrenal systems have been altered for that purpose, and the chemicals pumped into their bloodstream effectively force them to live in a perpetual 'fight response.' Some Hydralisk variants seem to be able to overcharge their specialized endocrine system, substantially increasing aggression and savagery." Twilight explained, getting nods from Luna.

"The Mutalisk is next. Originally, the Mantis Screamers were born with a stinger of considerable size on their tails, but, at an uncertain point in history, Glave parasites—natives of a "dead" planet in the Dinares sector—infested a rather large clutch of Screamer eggs. The Glaves consumed the embryos' stingers and took their place, modifying the Screamer's tail accordingly. After being assimilated by the Swarm, the Glave was slightly altered, and it now spawns and launches destructive, semi-sentient Wurms with great force. The rigors of deep space travel are a natural part of the Mutalisk's life. The skin of their annelid-like bodies takes on a gelatinous consistency and seeps through the dermal layer. This process compacts their organs and circulatory system to prevent damage from external pressure. Wins, these leathery appendages afford the Mutalisk an astonishing degree of speed and maneuverability during atmospheric flight. Wing motion also generates energy that serves as a catalyst for the creature's internal biological functions. They never stop flapping their wings, even when flying in a vacuum. We have determined that this is purely instinctual and unrelated to locomotion. Mutalisks communicate in part through scent, by means of different musks derived from its biological processes. The gaseous by-product of these processes is stored in special sacs located throughout the creature's body, where it can be reserved for spaceflight propulsion. To survive in deep space, the Mutalisk became self-sufficient. Every cell in its body is host to myriad bacteria that either produce chemicals or assimilate them in order to generate compounds for sustenance. New Mutalisk strains present certain genetic alterations to their cellular flora, resulting in more efficient bio-processes—to the point of tissue regenerating capabilities." Twilight said, once again getting nods from the princess.

"Now, the Baneling. When mutating, the tough, adaptable skin of the Zergling is repurposed, stretching over newly-formed growths while its bone plates soften up to hold bulbous, pulsating acid sacs in place. Though the remains of the carapace offer no real protection, they allow for unhindered delivery of its deadly chemical payload. To support and stabilize its new mass, the Baneling's legs have become thicker than the Zergling's—feet replaced by sharp spikes that allow them to navigate rough terrain, albeit at a slower pace. Imperfections notwithstanding, it didn't take long for the Swarm to figure out a way to further increase the speed and lethality of the Baneling strain. The Baneling possesses a rudimentary sonar system—presumably a degeneration of the complex optical structure of the Zergling—which consists of a transmitter in the center of the skull, and two receivers spaced evenly to the sides. The transmitter emits pulses that "map" the surrounding area and echo back to the receiver, feeding the Baneling with a continuous stream of spatial information. As the Soronan mold is part of their genetic structure, Banelings are capable of surviving on very low concentrations of oxygen and minimal moisture. During pupation, the digestive and respiratory systems are assimilated as nutrients to accelerate the process, and also to make room for the fleshy, mutated adrenal glands—repurposed to produce and store large quantities of highly corrosive acid." Twilight said.

"Now for the Roaches. Zantar Slugs have always been a resilient breed, capable of healing maimed or damaged tissue by absorbing nutrients from the soil. Once these creatures were incorporated into the Swarm—and their metabolism accelerated tenfold—the aptly named Roaches gained the ability to quickly regenerate even the most grievous wounds while burrowed. The absorption of soil compounds, especially rare earths and metals, has allowed Roaches to develop extremely thick carapaces. These creatures are nearly impervious to small-arms fire, and nigh immune to flame-based weapons. Explosives and artillery support are a must when these monstrosities are on the field. If pressed into close-quarters combat, Roaches use the scythe-like blades on their backs to dispatch the enemy. The hardness of these appendages allows them to slice through armor and neosteel plating with ease. The highly-specialized striated ducts present in these glands produce an enzyme that weaponizes the creatures' already corrosive saliva. The resulting mixture is then expelled with considerable force through the contraction of the surrounding muscles, punching through armor and violently dissolving flesh on multiple entry points. Some theories indicate that this aberration is not immune to the ravages of its acidic bodily fluids. The Roach's potent regeneration capabilities ensure tissue integrity in spite of constant corrosion." Twilight said, earning blank stares from her friends.

"How did she learn all this?" Rainbow Dash whispered to Rarity. "Who knows, Twilight has her ways." Rarity replied. "Now then the Swarm Queen. All Zerg land-based strains move faster on creep than they do on regular ground. This is due to a collection of microscopic filaments that allow them to "skate" on the surface of the viscous substance without breaking through it. Queens are no exception; however, their legs have been modified to impair their movement when traversing terrain not covered by creep. It is speculated that this was done on purpose to keep the more intelligent Queens in the vicinity of the hive and reduce the incentive for them to wander off on their own. The Arachnis-Brood Keeper was capable of laying medium to large clutches of eggs every season. Such a trait was deemed unnecessary for the Zerg Queens fielded before and during the Brood War, as their role in the hive was not tied to the reproduction of the Swarm. Today, the egg-laying capabilities of the Arachnis template have been revised and altered to produce living globs of tissue, which adhere to creep and accelerate its growth. Queens produce a thick, protein-based substance that stimulates cellular growth, which they are able to expel in liquid form. When the Queen covers the wounds of a Zerg creature or nest structure with this reddish fluid, the damaged tissue regenerates in a matter of seconds. Conversely, if the fluid is combined with a catalyst secreted by a gland on the Queen's neck—which gives it a sickly green coloration—and forcefully injected into the hatchery, the structure will rapidly incubate new Larvae. Encased in an armored skull, and connected to a set of nerve cords that bear some resemblance to the Protoss', the Queen's brain is an advanced biological structure with great mental capabilities. Granted the ability of limited independent thought and analysis—and the possibility to evolve and grow through experience—the new Queens can easily coordinate lesser Zerg creatures, as well as analyze and relay any tactical data fed to them by the Overlords." Twilight said, impressing Luna.

"For the final offensive Zerg we have the Infestor. The Parasitic Stinger, the sole purpose of this flexible appendage is to bore through natural or artificial plating in order to inject a neural parasite directly into the victim's nervous system. The amorphous, multi-mouthed parasite cannot survive for long within a foreign body, but whatever horrific deeds the host carries out while under the influence of the Swarm will leave everlasting scars. Hardened plates of assimilated mold and fungus offer protection from enemy fire and would-be predators. This peculiar "armor" also functions as a weapon. The Infestor can turn the inner layer of its carapace into a viscous fluid that breaks down matter in seconds and immobilizes anything it comes in contact with. Evolution and adaptation have done wonders for the Borbu Matriarchs. Their sturdy legs secrete a corrosive substance that softens the soil and allows them to burrow in the blink of an eye. These abominations are known to ingest infested ponies and humans to use as terror weapons on the battlefield. The twisted ponies and humans are stored in thick flesh cavities until the Infestor regurgitates them to face their former compatriots—or anything else that might pose a threat to the Swarm. Sensory Tentacles, these writhing feelers serve as a secondary, albeit more powerful, set of eyes and ears by means of thousands of microscopic growths that function as biological "transceivers". Further research on the subject has been slow and fruitless." Twilight explained.

"Now onto the other ones that I have been able to get info for. The Larva. Every segment of the Larva's body contains all the required organs to ensure its survival in the direst situations. Such a trait, combined with near-instant wound clotting, allows Larvae to function and morph normally even if cut in half. The need to survive has played a key role in the evolution of the Larva's carapace. Its plates have turned into an incredibly dense material that is not easily scratched—much less punctured—even by non-conventional weaponry. We suspect this highly-resistant carapace served as a template for the enhancements to the heavily armored Ultralisk. Larvae in young colonies only have access to a fraction of the DNA strains available to fully developed hives. As the cluster cycle progresses, living Larvae absorb new genetic data, while the freshly-spawned ones already have the additional blocks of the Swarm's genome hard-coded in their DNA. The inner layer of the creature's skin is populated with receptor cells. Once an Overlord issues the morph command, the Larva's organs are ejected—forming a hard egg-like cocoon—and its tissues are instantly reconfigured into the desired strain through a brief pupation period."

"Next the Drone. The Drone's pincers are a minor evolution of the Larvae's mandibles, which grants them the ability to clamp and transport objects. The osseous tissue hardens through the pupation cycle, and its density allows the Drones to cut mineral crystals with ease, or defend themselves in a pinch. The Gashyrr Wasps were savage flying insects that lived in nests throughout planet Eldersthine. After being assimilated by the Swarm, Drones lost the ability to fly and are now relegated to hovering. Their wings and legs became fleshy, webbed membranes that keep them steady while in motion. Dedicated analysis has revealed that the aforementioned membrane is capable of expanding rapidly with a proper source of nourishment—creep, for example. The worker caste of the Gashyrr Wasps possessed glands that secreted a substance—codenamed compound B-5801—resilient enough to last for years, which made them astounding, if slow, builders. Our latest research shows evidence of genetic trimming and manipulation, which preserved compound B-5801 and exponentially increased nest construction rates, but turned the Drones themselves into the foundation of all colony structures. The Float Bladder, this peculiar organ emits a low-frequency energy field that disrupts gravity around the Drone. The creature then "swims" through the air by undulating its body and using some of the excess energy as a means of propulsion."

"And to end my research, the Overlord. The elongated appendages hanging from the creature's underbelly have evolved into an array of microscopic filaments that gather sensory and spatial information through intermittent pulses, which is then fed directly into the Overlord's nervous system. All data is processed as fast as it is received, allowing these gargantuan fliers to navigate through any environment and relay important tactical data to the Swarm. The thick, outer shell of the Gargantis Proximae has changed little, even after Swarm assimilation. As spacefaring creatures, Overlords possess a carapace that pressurizes and seals whenever it cruises through the vacuum. Two species of unidentified, symbiotic organisms seem to help regulate these functions, but our scientists have been unable to obtain any living samples—they die in seconds if removed from the host. Overlords are capable of generating helium through an efficient 'respiratory' system distributed along the carapace. The excess helium is stored in thick sacs that contract or expand through rudimentary pulses, allowing the creature to regulate altitude and propulsion at will. One of the more unique traits of the Overlords is the ability to liquefy their own internal organs to produce creep, which is then stored in multiple glands near their heads. The process is instantaneous, and also takes place when space is needed for the transportation of Zerg land-based creatures. Overlords are not only able to regrow their organs at will, they can also modify them to adapt, and derive sustenance from inhospitable environments. The Overlord's large, bulbous brain—safely stored under a heavily armored weave of bone and cartilage—is a rather large organ with millions of nerves and synaptic contacts. The vast network of nerve nodes extends in all directions throughout the creature, but is more heavily concentrated on the lower section and the legs. Overlords depend on this intricate system to relay commands and tactical data to the Zerg. Does everypony understand?" Twilight asked.

"No." Everyone except for herself, Rainbow Dash and Princess Luna said. "NO!? It took me weeks to get that information! You don't understand it!?" She shouted. "Twilight maybe you could 'dumb it down' for us?" Rarity suggested. "I understood the main point of the info." Rainbow Dash said. "You did!?" Twilight asked astonished. "Yeah, I could tell you all. Nature doesn't just adapt. Nature cheats, changes the rules, and slips out the back door with your wallet while you're still trying to figure out what the hell happened." Rainbow Dash said bluntly.

"Not what I was going for but at least you attempted…" Twilight said with a faint smile. The group peeked out from a window to see nothing outside, it was eerily quiet. Twilight opened the door and threw a rock outside, once it landed it was wrapped in a green explosion of acid. "Burrowed Banelings… This isn't good." Applejack muttered. They knew that the Banelings wouldn't move until ordered to do otherwise. "Celestia just sent us a letter!" Luna exclaimed. "What? How?" Twilight asked as Spike came into view. Twilight ran forward and tackled the purple dragon in a hug. "Spike! I was so worried about you." She said. Spike smiled before gasping and shouting "Celestia's in trouble! The Zerg have Ponyville surrounded! They have a two new kinds! We have to help them!" "Spike we're trapped! Banelings surrounded the safe house. We need to find a way out first." Luna explained.

"They didn't seem to notice that it was a rock that we threw. Maybe we could do that?" Rainbow Dash suggested. The group agreed and tried using the tactic which led to success. Ponyville was in sight, but could they make it in time? One thing stuck in Twilight's mind. Something that Rainbow Dash had said. It rang in her head several times _"Nature doesn't just adapt. Nature cheats, changes the rules, and slips out the back door with your wallet while you're still trying to figure out what the hell happened. Nature doesn't just adapt. Nature cheats. Nature..."_ "Cheats…" She muttered to herself before following the group towards Ponyville.


	3. Chapter 3: The Swarm Approaches

When I use units I always use the Campaign version not the multiplayer. The Infester's parasite will be permanent like in Heart of the Swarm's Campaign, I will use Aberrations, and Swarm Hosts. The ponies and other races fighting against the Zerg in this will be known as "The Defense". I also mess around with the Zerg unit known as the changeling. Please keep reading and review with any thoughts!

Chapter 3: The Swarm Approaches (Hidden Message)

The Zerg were coming in a nearly endless strain, every time one was killed another took its place, they moved forward with such determination they even sometimes trampled their own wounded to death. It was nothing too large, Zerglings, Roaches, and Banelings… At least that is until THEY came. It was tall and human like. It had a human shaped head, but the Hydralisk mandibles. It had a large torso that resembled a Creep Tumor, with four long spider like legs allowing it to tower over Zerglings, Roaches, and Banelings. Celestia fired several bolts of magic at the approaching Zerg.

"_This wasn't too bad, it could be worse..." _Celestia thought. _"They could be using…"_ Celestia was interrupted by a shaking, a large portion of the ground started to rise until the Nydus Worm burst to the surface with a mighty roar. It vomited out a green slime and several Zerglings. "Take down the Nydus Worm!" Celestia ordered. Soldiers attacked killing the Nydus Worm in a few hits. The towering beasts were approaching quickly. Celestia had to hurry before they got to them, the Defense had to survive. The towering beasts let out a loud screech and attacked. It raked its claws on a pony's side, blood flew from the wound like a river. The Zerg marched on, their blood lust never able to be satisfied. Celestia lifted the beast and threw it into a cluster of Zerg, but if it had an effect it wasn't shown.

The towering beast saw soon joined by another new Zerg. It had four legs, its back was shaped like a hill, the top of its back was filled with yellow/orange boils, and at least that's what they looked like, not to mention it had four eyes and the Hydralisk mandibles. They moved over to the edge of the Defense and burrowed, the top of their backs were sticking out of the ground, the boils were forced out of the back and that's when Celestia realized they weren't boils they were eggs. The eggs burst open revealing smaller creatures that rushed at the Defense, spitting small globs of acid. Suddenly the smaller creatures exploded showering guts and blood in a small radius. "They just died…?" Celestia asked looking back at the parent creature. The eggs had regrown and were once again released onto the Defense. "They must have a timed life." Celestia muttered. The Defense was being overwhelmed. They needed back up, this might be the end of their resistance against the Zerg.

"Princess!" Celestia heard someone shout, turning she saw Luna and the Elements charging at her. They fought the Zerg, many numbers of both sides fell but in the end, the Defense had ordered retreat. "There are too many of them!" Luna cried as she led the civilians to safety. Soldiers fought until every last civilian was evacuated. They began to head for Canterlot, knowing that it was their last safe haven.

* * *

><p>Kerrigan watched through the eyes of her Overlord's, she was pleased with the events that had just happened. "I have detected a small outpost of resisters. Eliminate them all." Kerrigan ordered. "Understood." Izsha replied to her Queen.<p>

* * *

><p>The ponies sat there, many of them playing cards to pass the time. One was watching with a pair of binoculars. "Why are we here anyway? It's not like the Zerg have been spotted out this far anyway." One asked. "The Princess gave us an order and we're going to follow it. Now quit yer' bellyaching and keep watch!" Another replied. "Uh… I got something…" The guard said. "Let me see!" Another shouted grabbing the binoculars from his friend. "Well I'll be damned. The Zerg were approaching. "Prepare yourselves!" A guard shouted grabbing his weapon. There was a rumbling as a Roach burst out of the ground and grabbed a guard by the head pulling him underground. "They go underground too!? RUN!" The ponies started to retreat, but the Zerg cut them off. They were surrounded, they had no choice but to accept their fate.<p>

* * *

><p>"Princess. We have a problem. We've lost contact with the southern post. The Zerg have taken control." Twilight said to Celestia. Celestia groaned and out a hoof on her forehead. "The Zerg are a large threat that cannot be stopped by conventional means… Get me contact with the Ghoul Slayers." Celestia ordered. "The Ghoul Slayers? You mean the Unicorn mercenaries?" Luna asked. "Yes. Their invisibility spells can help us get a foot hold in this battle. If we manage to take out a single hatchery, we will have raised the chance of the Zerg leaving this planet." Celestia replied. Luna nodded before leaving the room, leaving Celestia alone. "I will protect my people until the bitter end…" She said to herself, tears streaming down her face.<p>

* * *

><p>The Zerg approached the cave, their Queen had ordered them to investigate, they had sent several Zerglings to search but each one was slaughtered in the darkness before their eyes could adjust. This time would be different. Hydralisks, Roaches, Zerglings, and Banelings. The group of Zerg entered, and the slaughter began, they fought the unknown creatures. When the Zerg's eyes adjusted to the low light they saw the creatures were pony like, only they were black with insect like wings, they had several holes in their legs, and full blue green eyes glared at the Zerg with hatred. The Zerg rushed forward now having the advantage, they began the slaughter. There was a larger one, however it had green eyes, with visible pupils and it had a mane the color of the other creature's eyes. "Changelings! Do not give up in your fight! We will outlast the ponies, and once we eliminate the Zerg, we will rule Equestria!"<p>

"Bring back to Leviathan. Sequences useful. Improve Zerg Changeling." The group heard Abathur command. The Changelings were losing, almost to the brink of extinction. Eventually all that remained was their Queen. Chrysalis knew that she was all that stood between the Zerg and the Changeling species, but she was sensible, knowing that she was out numbered she accepted her fate.

* * *

><p>Abathur studied the corpse of the Changeling Queen, he ripped a chunk of flesh off and observed it. "Fascinating. Able to focus single target. Copy extreme details. Nearly identical. Very useful. Improve Zerg Changelings. Multiple transformations. Able to survive until killed. Now capable of attack. Very efficient." He said to himself before getting to work. It would give the swarm an amazing advantage against Terrans, Protoss, and the Defense.<p>

"Abathur. Is it ready?" Kerrigan asked, getting impatient with the Swarm's Evolution Master. "Yes. Detected small Defense outpost. High amounts of fire magic detected. Utilize new Changelings." Abathur replied, while he had a small Hive Cluster set up nearby. Kerrigan watched as the Hatchery was set up, allowing them to create Larva. "Changeling now spawned by Larva." The Larva were enwrapped in the green cocoon before the basic Zerg Changeling burst from it. A Unicorn walked outside of the building and asked "What was that?" The Changeling approached him before quickly becoming a nearly identical copy. "Copy extreme detail. Focus on individual targets. Nearly identical." The Changeling attacked, shooting fire from its horn, burning the pony alive. "Now capable of attack." The pony was nothing but ash, however two more rushed out to greet the Changeling. "Fire Boom! What happened?" One of them asked. The Changeling responded with "Zerg. I fried the son of a bitch." "Changeling now capable of reproducing voice." Another Changeling snuck behind one of the two ponies and grabbed him by the face, its claws digging into his flesh. It sliced open his throat, and dropped the corpse.

It took the form and both Changelings faced the actual pony. He was killed in seconds, allowing the changelings to enter the outpost and slaughter the inhabitants. By the time they were finished there were at least fifty Changelings. Each one having taken somepony's form. Kerrigan smiled as the building became infested, large were growths forming on the building, along with tentacles, and the entire building floor was coated with creep. "Another base turned for the Swarm." Kerrigan said proudly.

* * *

><p>Twilight was looking at something she had found, it was recovered from the intestines of a Hydralisk, and it appeared to be a poem of sorts it read:<p>

The Zerg approach.

Here we will make our final stand.

Enter through our hearts and souls.

Return to the God that made us in his image.

Each person will fight as one.

In our eyes we have suffered much.

So we will fight.

Never quitting.

Our families depending on our effort.

Heroes will be lost.

Onward we march.

Prepared to die to for the greater good.

Eternally resting in death's cold grip.

Twilight then saw what appeared to be a note hastily scratched into the corner. She read it aloud. "To those who find this. This falsely represents the thoughts of the Dominion Soldiers as they fight the wretched Queen of Blades. A hidden message can be found for those with a good enough eye. It represents the actual thoughts of each and every man and woman who fought the menace." Twilight took another look at the poem and saw the hidden message. She felt tears form in the corners of her eyes. She wanted to believe she hadn't found the message, but she knew she had. It rang in her head over and over and over again. It wouldn't leave her mind, she needed to sleep, perhaps that would help clear her of the horrific scenes.


	4. Chapter 4: Infested Version 1

Hey guys if you figured out what the secret message was either tell me in a review or a private message! I really want to know if anyone got it! I will reveal in the next chapter so you'd better hurry! I do have another ending to this chapter, I will upload it soon after this one! Please review if you liked this chapter, if you hated this chapter, or for a free hug Review/Private Message #FREEHUGZ.

Chapter 4: Infested (Version 1)

Twilight was shocked at the news that the Princess had given her. "Infested!?" She shouted. "I'm afraid so. We must take action against them. The Infested structures are to be burned, along with any normal Zerg structures. Any Infested are to be killed on sight." Celestia said, her head hung low. Twilight had noticed the Princess slipping slowly into a deep depression. It seemed that she had almost reached the pit, from whence she could not return. "Princess! We've managed to drive the Zerg out of a small village!" A guard shouted running inside of the throne room, getting the attention of everyone. "R-really?" Celestia asked surprised. The guard nodded before saying "However, Luna has requested assistance with the Infested." Celestia seemed to think before saying "We shall go ourselves." The Elements nodded in understanding before leaving the throne room to prepare.

They approached the infested town, seeing no trace of Luna, yet thousands of infested ponies and humans. They were noticed and the Infested began to limp towards them, one pony approached Twilight, she had several large bumps, boils, even tentacles coming out of her body. She said three words that made Twilight's stomach drop. "_Please… Kill me…_" Rainbow Dash shot the Infested in the head with a spear, causing her to slump onto the dirt. The Infested Ponies were soon joined by Infested Humans. "_For the Swarm…_" One said before raising its weapon and firing, several metal spikes shot towards the group, but Twilight was able to create a magical shield, which caused them to hit the ground. She fired magic at them, causing several holes to appear in their bodies.

They were beginning to be overrun. They rushed inside of a building and heard a skittering, Celestia turned on the lights, and saw that a vent was open. "_So you have come to try and stop us? You cannot stop the swarm._" The heard an Infested say, the voice echoed around the room. When the Infested revealed itself Celestia felt her heart stop. "No… No… Luna… Not you too… No… No…" She muttered, the Infested Luna stared Celestia down, her hooves now had claw like protrusions, which she could move, several spines ran down her back, she had the set of Zerg mandibles, and finally her eyes glowed yellow. Luna lunged at Celestia, who dodged the attack. "Princess!" Twilight shouted, but Celestia stopped her and said "No. Maybe we can reason with her. Luna I know you're still down there. Please, you have to break free." Celestia dodged another jump as Luna crashed next to her sister. "I'm afraid. I now serve another… I serve the Queen of Blades!" Luna shouted, slashing at Celestia with her claws, they missed, and she found her elder sister behind her. "Luna please…" Celestia cried, tears streaming down her face like a river.

Luna charged like a bull, leaving Celestia no time to react, her horn pierced the Alicorn's chest. Celestia let out a yell of pain, as Luna slid her, now blood coated, horn out of Celestia's chest. She stood over Celestia and was knocked aside by Twilight. "Leave the Princess alone!" She shouted. Luna, looked at Twilight and laughed. "What can a fool like you do to me?" She asked. Twilight picked up a shovel that was on the ground, she swung it and you could hear metal hit skull. Luna attempted to bite Twilight, but she was quickly hit in the face with the shovel once again. Luna knocked Twilight off and quickly ran into the shadows, the only sound was her hooves hitting the stone floor, and eventually even that slowly faded away. "Twilight! We need to get the Princess out of here!" Applejack shouted. Twilight, and Rarity helped Celestia to her feet, eventually leaving the Infested Town, it was still standing, and there was a memory that would haunt Celestia forever.

Luna exited the building, she saw a large cluster of Infested and decided to investigate. "Why are you all standing around? We need to push our attacks on the Defense!" Luna shouted. She heard someone say "You did well. Not what I would have expected, but you wounded the leader of the Defense." The Queen of Blades revealed herself. "I failed you my Queen, why would you waste your time and effort on somepony like myself?" Luna asked, not daring to look her Queen in the eyes. "You have a relationship with the Defense's leader. You are useful for the Swarm's effort. Without you, we have no level of advantage." The Queen explained. Luna felt something that she knew the other Infested wouldn't, she felt proud about the Queen forgiving her.


	5. Chapter 4: Infested Version 2

This is the version 2 of chapter 4: Infested. I would recommend reading version 1 before reading this version, I had originally had Luna be killed for good, but then I realized that I could use that in later chapters, so Luna will live. If you liked this chapter then Review, if you disliked it then review, if you want a free hug Review/Private Message me #FREEHUGZ!

Chapter 4: Infested (Version 2)

Twilight was shocked at the news that the Princess had given her. "Infested!?" She shouted. "I'm afraid so. We must take action against them. The Infested structures are to be burned, along with any normal Zerg structures. Any Infested are to be killed on sight." Celestia said, her head hung low. Twilight had noticed the Princess slipping slowly into a deep depression. It seemed that she had almost reached the pit, from whence she could not return. "Princess! We've managed to drive the Zerg out of a small village!" A guard shouted running inside of the throne room, getting the attention of everyone. "R-really?" Celestia asked surprised. The guard nodded before saying "However, Luna has requested assistance with the Infested." Celestia seemed to think before saying "We shall go ourselves." The Elements nodded in understanding before leaving the throne room to prepare.

They approached the infested town, seeing no trace of Luna, yet thousands of infested ponies and humans. They were noticed and the Infested began to limp towards them, one pony approached Twilight, she had several large bumps, boils, even tentacles coming out of her body. She said three words that made Twilight's stomach drop. "_Please… Kill me…_" Rainbow Dash shot the Infested in the head with a spear, causing her to slump onto the dirt. The Infested Ponies were soon joined by Infested Humans. "_For the Swarm…_" One said before raising its weapon and firing, several metal spikes shot towards the group, but Twilight was able to create a magical shield, which caused them to hit the ground. She fired magic at them, causing several holes to appear in their bodies.

They were beginning to be overrun. They rushed inside of a building and heard a skittering, Celestia turned on the lights, and saw that a vent was open. "_So you have come to try and stop us? You cannot stop the swarm._" The heard an Infested say, the voice echoed around the room. When the Infested revealed itself Celestia felt her heart stop. "No… No… Luna… Not you too… No… No…" She muttered, the Infested Luna stared Celestia down, her hooves now had claw like protrusions, which she could move, several spines ran down her back, she had the set of Zerg mandibles, and finally her eyes glowed yellow. Luna lunged at Celestia, who dodged the attack. "Princess!" Twilight shouted, but Celestia stopped her and said "No. Maybe we can reason with her. Luna I know you're still down there. Please, you have to break free." Celestia dodged another jump as Luna crashed next to her sister. "I'm afraid. I now serve another… I serve the Queen of Blades!" Luna shouted, slashing at Celestia with her claws, they missed, and she found her elder sister behind her. "Luna please…" Celestia cried, tears streaming down her face like a river.

Luna charged like a bull, leaving Celestia no time to react, her horn pierced the Alicorn's chest. Celestia let out a yell of pain, as Luna slid her, now blood coated, horn out of Celestia's chest. Celestia saw a dead Infested Human, its weapon in its hand, she used magic to lift it and pull the trigger. Blood erupted from Luna's head as the razor sharp spikes pierced her skull. She fell to the ground, wounded but still alive. She watched as Celestia stood above her, holding the weapon, she fired again, until Luna stopped moving. "Twilight! We need to get the Princess out of here!" Applejack shouted. Twilight, and Rarity helped Celestia to her feet, eventually leaving the Infested Town, it was still standing, and there was a memory that would haunt Celestia forever.

Luna gasped as if life had just been returned to her, she saw several Infested surrounding her, both ponies and humans. She heard someone say "You did well. Not what I would have expected, but you wounded the leader of the Defense." The Queen of Blades revealed herself. "I failed you my Queen, why would you waste your time and effort on somepony like myself?" Luna asked, not daring to look her Queen in the eyes. "You have a relationship with the Defense's leader. You are useful for the Swarm's effort. Without you, we have no level of advantage." The Queen explained. Luna felt something that she knew the other Infested wouldn't, she felt proud about the Queen forgiving her.


	6. Chapter 5: Meeting the Swarm

I'm glad everyone likes what I've been working on so far! I just need to say that people weren't too happy with me infesting Luna… Let me explain. I originally was going to infest one of the Mane Six, but voted against it because of an idea. The idea was to bring Luna in as an Infested in order to build up for a later chapter! All will become clear if you read until the end. For those of you who haven't played Heart of the Swarm, Zagara is a Brood Mother who tried to take the Swarm from Kerrigan, she eventually was defeated by the Queen and follows her. Dehaka is a Primal Zerg of undeterminable origin, he assisted Kerrigan in defeating the Primal Pack leaders and taking control of Zerus, Dehaka also assisted in destroying the Dominion's Psi-Destroyer, which killed any Zerg under a Hive Mind's control that entered its range, Dehaka and his pack were not affected because the Primal Zerg have no Hive Mind. Alexi Stukov is an Infested Terran who assisted Kerrigan in destroying Skygier station, where Mengsk (With the help of Doctor Narud) bred Protoss/Zerg Hybrids, he later agreed to continue to assist Kerrigan in her fight against the Dominion, and against the fallen Xel'Naga Amon. Abathur is the Evolution Master of the Swarm, he brings new creatures into the swarm as well as mutating them and evolving them. Izsha is similar to an advisor of royalty, she acts as the messenger, the informant, and the assistant to Kerrigan. If you liked it review, if you disliked it review, if you want a free hug Review/Private Message #FREEHUGZ! (If I have a thing in parenthesis in the title that is an alternate title to the chapter)

Chapter 5: Meeting the Swarm (Zagara's Mission)

"_I had come to realize something. As I fought my own sister, I became aware that I am not invincible. Should I fall in combat, or become Infested like Luna, I believe I must choose someone to take my place. Twilight, you are that someone, I believe that you are a good leader, never leave your friends behind…_" The Princesses words wrung in her head, was she fit to be the leader? Twilight was doubting herself. Celestia had told them that she had to investigate something, when they refused to let her leave she managed to slip off. Twilight was worried about what the Princess would do, she just hoped she was all right.

Celestia saw the Leviathan, she used an invisibility spell, and managed to slip past all forms of detection. She walked into the beasts gaping maw, and found what she was looking for. The chamber was large, and several masses of green boil like objects were scattered around. She saw a large green creature with four arms, and four scythe like appendages. She also saw what appeared to be a larger Swarm Queen, an Infested human, and a strange creature. "Essence flows strong here. I wish to collect." The Strange Creature said, it took short pauses between each word, it had a long tail, its right arm appeared to be cut off at a certain point, and it had what looked like a goatee. "The Queen has said we are to remain here until further orders." The Swarm Queen replied.

"I followed to collect essence!" The Strange creature shouted. "You will not jeopardize the Swarm's mission!" "Yes! Come! I will collect YOUR essence!" The two began to fight. "Break it up. Break it up. Kerrigan has made it clear that we are not to intervene unless necessary." The human said. "Organism Alexi Stukov correct. Queen of Blades ordered to remain on Leviathan." The tall green creature said. "You have no power over me Abathur!" The Swarm Queen shouted. "Zagara, you need to calm down, we are all friends here." The human, whom Celestia assumed was Stukov said.

"Dehaka, you need to refrain from doing anything you might regret, Kerrigan can and will kill you." Stukov said to the strange creature. It nodded before appearing to sniff at the air. "We are not alone." Dehaka said aloud. He sniffed at the air and was making his way slowly to Celestia she was starting to sweat which lead him to her at a faster rate. Zagara suddenly straightened her posture and hastily shouted "The Queen requires our assistance!" Dehaka's attention was diverted to Zagara. "I will taste the essence of these lowly creatures." Dehaka said sounding pleased. The three moved past Celestia, nearly brushing up against her. Abathur sank in a large hole in the Leviathan, disappearing. Celestia rushed out of the Leviathan, quickly racing back to Canterlot, not even taking a moment to rest, the pain in her chest was agonizing.

Kerrigan looked at Zagara, Stukov, and Dehaka, the three of them willing to help her complete her goals. "Each of you have a mission. Zagara, you will take your Brood and assault the city east of here." Kerrigan commanded. "My Queen, the Defense's leader is to the west." Zagara argued. "I know there is another Princess leading that city. You are to kill anyone that stands in your path." Kerrigan finished before facing Dehaka. "You will take your pack and attack a research facility in the north, they're attempting to use magic with the same effect as the Psi-Destroyer. Since you are not affected by this form of energy you will destroy the facility and kill anyone who is there." She said to the Primal Zerg. "I will feast upon their essence!" Dehaka exclaimed, while Kerrigan faced Stukov. "I have an infested town in the south, you will meet with the leader of them and attack the town next to it. Infest or kill anyone who gets in your way." She ordered. "I will make sure no one gets out alive or uninfested." He said. The three of them split up, and went their separate ways to follow the orders given to them.

Zagara led the group of Zerg to the city, where they had defenses set up. Two ponies stood in the castle, the couple would fight until the end. "Cadence… We may not make it out alive…" Shining Armor said to his wife. "I know… We have to try… If we can help Celestia in any way… We may have a chance of stopping the Zerg." Cadence said to her husband, they watched the approaching army, and waited to see who would make the first move. The Zerg charged, while the ponies prepared for the onslaught. Zerglings rushed towards the group, while Zagara led forward hordes of Hydralisks, Roaches, Banelings, and Mutalisks. Zerglings were impaled on spears, cut by swords, killed in various ways, while the Zerg used their natural weapons to slaughter anything in their path. Then there was a roar… A loud roar… That made both Zerg and pony stop and stare at the monstrosity that approached. The Zerg rushed forward when the Ultralisks had joined in the fight. They dwarfed the ponies, rushing forward with their bone like scythes, slicing ponies in half with the littlest of ease.

The Ultralisks cleared away all the guards on the outside of the city, and began to ram into large stone walls that had been built around it. The stone toppled with ease, allowing the Zerg to enter the city, killing soldiers, adults, animals, even children, they didn't care. Zagara marched into the city, she saw a mother, holding a child close her trying to escape. Zagara launched a spine that went through the mother's skull, and landed in front of her. The child's sobs turned to screams of agony as hungry Zerglings ripped him to shreds. "The Swarm approaches!" A guard said to Shining and Cadence. "We have to evacuate!" A second shouted. "No, we will stay until the end, we will not die without a fight!" Cadence shouted as the Zerg breached the castle. They slaughtered all, guards, servants, anyone in their path, they continued the bloodshed. Zagara saw Shining and Cadence and ordered her Brood to stop. "I will give you one last chance to surrender." She said to the couple. "We would rather die." Shining said to her. "Very well then. Death you shall receive!" Zagara shouted allowing her Brood to enter, while Shining and Cadence died in a blaze of glory.

Twilight dropped her head on a desk, she started to sob at the news she had just been given. Her brother was dead, not even a body was able to be recovered, and they would be burying a framed picture. The Zerg had taken so much from her, her home, her life, and now her family. The Princess had returned, and shared her information. Then a survivor from the attack ran in and explained what had happened. She had ran from her friends, from the Princess, from everything. She just wanted it all to end. She heard the door open behind her and Celestia walked in. "Twilight… I'm sorry for your loss… I bet you wish this never happened to us…" The Princess said, but Twilight replied. "No… If it didn't happen to us, it would have happened to someone else… Someone who may not have been capable for defending themselves for as long as we have. I found something in a Hydralisk… It was a piece of metal with a poem, someone had scratched a message in it saying that it held the true thoughts of the humans that fought the Zerg…" Twilight said tears dripping onto the desk. "What did it say?" Celestia asked. "There is no hope…"


	7. Chapter 6: Dehaka'sStukov's Mission

Chapter 6: Dehaka's Mission/Stukov's Mission (Wrath of a Primal/Spreading Disease)

Dehaka led his pack towards the facility that Kerrigan had mentioned, he stopped and saw that the entire place was guarded. They saw him and a large metal door slammed over the glass from the inside. He noticed that the building was split into five parts, each with a long corridor separating them. He leapt onto the roof of the entrance part of the building and destroyed a vent cover, allowing him access. He slid inside and crawled through the vent until he saw another vent grate, he noticed that there were ponies underneath him. He used the element of surprise and dropped down from the vents, using his left arm to claw the ponies. He saw the strong metal door that prevented him gaining access from the outside. He destroyed a control panel, causing the door to open allowing his pack inside.

"They will not know what hit them." Dehaka said before walking down a corridor, his pack close behind. Dehaka stopped when he saw several guards blocking the way forward. Dehaka created two smaller versions of himself, which rushed forward, and distracted the guards long enough for the pack to get close enough to attack. Dehaka led the pack forward, the Dehaka Spawn waited in the place they had been created. Dehaka overhead several ponies speaking in the next room. "Don't you understand!? There are Zerg attacking the facility!" "Impossible! The spell we used should kill Zerg the moment they step into its radius." "Well it didn't work!" "All the Zerg test specimens died." "These aren't like regular Zerg!"

Dehaka broke down the door before rushing inside and slaughtering the group of scientists and guards. He moved onward to the second part of the facility, where he saw many cages, each one had a dead Zerg in it. "Disgusting." He muttered before seeing the guards pointing their weapons at him. One was confident, while the other was shaking. "D-d-don't move… We will… K-kill you!" One shouted. "You disgusting Zerg! You have a lot of nerve attacking this facility!" The other yelled. "I will feast on your essence!" Dehaka shouted before lunging forward, killing the scared guard. The confident guard attempted to slash him with a sword, but Dehaka grabbed it by the blade and threw it behind him. He left the room covered in blood, his pack following. He entered the third part of the facility, and found it was eerily quiet.

He walked slowly, and turned as at least twenty heavily armed guards approached, weapons raised. Dehaka attacked slaughtered them, before finding his way to the main point of their research. He destroyed everything, not leaving a single paper remaining, pleased with his work he led his pack back to the Leviathan.

Stukov approached the Infested town, thousands ponies and humans turning to face him. "Which one of you is the leader of this town?" He asked, and heard a voice reply. "The Queen has placed me as leader of this town, and its Infested." Luna stepped forward, her eyes filled with suspicion. "Allow me to introduce myself. I am Alexi Stukov. Kerrigan has sent me to take control of this… Little… Infestation." Stukov said to Luna. "Little!? This is the largest infested area of the planet!" Luna shouted in anger. "It is the ONLY infested area on this planet. Kerrigan sent me to lead the Infested to larger towns. If you disagree speak with her." Stukov replied, never once raising his voice.

"Fine. You will lead us." Luna said reluctantly. She watched as Stukov gathered all the Infested and began to speak. "The Queen of Blades has sent me to lead you to victory. I have with me five Infestors. Their survival is crucial to our success. At least one Infestor must survive, or we will be unable to spread the infestation. They will place Virophages near large buildings and infest them. Once we spread the infestation far enough the city will be crippled. Does everyone understand?" Stukov asked. He raised a fist into the air and shouted "FOR THE SWARM!" The Infested raised up an arm or a hoof and shouted "FOR THE SWARM!"

The Infested marched in a steady beat towards the town. Their feet and hooves making a nearly perfect rhythm. _Left, right, left, right, left, right…_ The town was large but nearly defenseless. _Left, right, left, right, left, right…_ The Infestors were ready, prepared to bring this town under the Swarm. _Left, right, left, right, left, right…_ They ponies inside were running, boarding up their homes, while the few guards prepared for the Zerg's attack. _Left, right, left, right, left, right…_ Once they were ten feet from the first building the Zerg charged with incredible speed, the Infested began their attack, while the Infestors began to place the Virophages. They burst open and began spraying a green liquid over the buildings, causing them to grow tentacles and boils, an audible banging could be heard on the doors, and by sealing up the exits they sealed their own fate. Eventually the banging stopped, the doors were broken down as the newly infested joined the ranks of their infested brothers and sisters.

The Infested marched on, the steady beat of feet and hooves hitting the ground continued. _Left, right, left, right, left, right…_ Stukov and Luna led the Infested forward, the ground was slowly being covered in creep, the town getting covered with the living fleshy tentacles and boils. _Left, right, left, right, left, right…_ Stukov stopped when half the town had been infested, he heard a groan, turning he faced one of the Infestors which quickly exploded, spreading blood and gore in a large circle. The Infested raised weapons, ready to face the unseen threat, they then heard the groan again, and lost two more Infestors. "We are facing a cloaked foe… Luna, use your magic. See if you can reveal this threat." Stukov ordered, Luna's horn began to glow a sickly purple instead of the blue that it once was. The Unicorns were revealed, and the Infested attacked, ripping them apart, splitting open their skulls, pulling their entrails from the body.

The Infestation spread, nearly the entire town had been infested… Their mission had been a success… Stukov watched as the newly Infested spread across the town, now under the power of the Swarm.

Twilight was looking at the poem, she just couldn't help herself. There must have been something that she missed. "Huh?" She asked looking at the piece of metal, the bottom had appeared to be broken, and that meant there was more to the poem that she hadn't known about. She scoured through each and every Zerg specimen until she found the missing chunk. She placed the two pieces together and read the full poem.

The Zerg approach.

Here we will make our final stand.

Enter through our hearts and souls.

Return to the God that made us in his image.

Each person will fight as one.

In our eyes we have suffered much.

So we will fight.

Never quitting.

Our families depending on our effort.

Heroes will be lost.

Onward we march.

Prepared to die to for the greater good.

Eternally resting in death's cold grip.

Between us there is much trust.

Understanding that we all share.

To each of us we are family.

When all seems lost.

Everyone fighting to the end.

Death will not be able to scare us.

Onward we march.

Never quitting.

There is a way for us to win.

Giving our all.

Invincible in soul and spirit.

Venturing to our victory.

Each person sharing courage.

Always watching each other's backs.

Don't give in.

And we will help.

Monsters will learn to fear.

Never once looking back.

Twilight read the full hidden message and felt courage flood through her. She got everypony together and said ten single words that caused them all to smile: "There is no hope, but we don't give a damn."


	8. Chapter 7: Know Your Enemy

Chapter 7: Know Your Enemy (For the Swarm)

Twilight snuck into the Hive cluster, she had an invisibility spell so they couldn't see her. "Let's see what I can learn today…" She muttered noticing a larva. Her horn started to glow as she began a temporary mind link with the small Zerg. "Aberration. Former Terrans who have undergone extreme mutation from the Zerg hyper-evolutionary virus." She obtained the information about the Towering Beast. "Swarm Host. The Swarm Host has no weapons of its own, but can represent an army unto itself. Generated by the Infestation Pit, it spawns parasitic symbiotes known as Locusts, which attack any nearby enemies with volleys of acidic saliva. This crawling monstrosity burrows into the ground in order to provide a seemingly endless supply of ferocious biological minions, and is often used in defensive maneuvers. This lack of mobility can leave the Swarm Host vulnerable to quicker enemies with area damage." Twilight searched and found a few more unknown Zerg strains.

"Overseer. Overseers are an evolution of the Overlord, fitted with highly evolved optical receptors that boast hypersensitive retinas. These 'eyes' have been through much iteration, each developmental cycle improving upon the preceding one's optical evolution. The Zerg are obsessed with detecting subtler motions and more advanced camouflage techniques, and this latest evolution allows the Overseer to detect any hidden enemy units, including those that are burrowed underground or cloaked. Overseers used to either carry or give birth to Changelings, infiltrator organisms that can convincingly mimic enemy Zerg, Terrans, or Protoss. Now Changelings can be spawned from Larva, and are much more useful."

"Broodlord. These massive manta-like flying creatures serve as aerial siege units for the Swarm. Only seen in the largest of conflicts, the Brood Lord has the ability to spit out biological symbiotes that function as living ammunition. These regurgitated creatures focus on their target, ravaging it until they destroy it or die in the attempt. This attack makes Brood Lords extremely dangerous to opposing installations. However, despite their impressive offensive abilities, Brood Lords are not very durable, and they make easy targets for most aerial-strike combatants." Twilight heard a loud growl and quickly slipped away to copy down the information she had just received, forgetting to sever the mind link.

Once she made it to the ruins of a building she opened a book and began to write down the information, she copied each word exactly as it had come to her, making sure to get every bit of info, each and every detail. She finished and heard the all too familiar growl of a Hydralisk. She held deathly still as the beast turned the corner and glared directly at her. Its eyes full of hunger, it ran its snake like tongue over Twilight's cheek, covering it with a sticky putrid saliva. It started to move past her, as if just inspecting her, that's when she saw the group of Zerglings running at her, the Hydralisk had simply been a distraction.

Twilight ran, the Zerglings were closing in behind her, their speed much greater than hers. She darted past the several hatcheries, lairs, and hives, attracting the attention of nearly all soldier type Zerg. She saw Canterlot just ahead, the jumped inside and heard the gate slam shut. "Twilight!" She heard Celestia shout, she was helped onto her hooves. The Zerg were scratching at the gate, clawing, biting, and growling. They wouldn't leave until ordered otherwise. Twilight heard the scratches die down and then it was all silent. "Twilight! You should know better than to run off like that! You could have been killed!" Celestia scorned. "I'm sorry Princess, but I've gotten more information about the Zerg." Twilight said, trying to change the subject. Celestia shook her head, before saying "We believe we may have found a way to rid the Zerg from Equestria. We have to use the Elements of Harmony." Twilight nodded in understanding, she knew that it would be their last chance to stopping this monstrosity. She knew that they would only have one chance to stopping them once and for all…

Kerrigan saw it all through Twilight's mind link, she had seen everything about her when she had done it before. Now Kerrigan knew they had to prepare for them to come. She had destroyed their civilization, slaughtered their people, and even forced others to kill their family and friends. She was nothing but a monster in their eyes, but in the eyes of the Swarm, she was a leader. She knew she would have to fight, she couldn't let this planet slip from her fingers, it would show weakness in the Swarm. She prepared for the Defense to attack.

The Defense was on the border of the Leviathan, Celestia had them ready to fight, while the Swarm was prepared as well. The Defense charged, it was greeted by thousands of Zerg, they fought never once turning back no matter how many of their members died. They wouldn't stop, they would until one of them was victorious. Kerrigan leapt in front of the group and shot Psionic lightning from her hands, electrocuting the ponies in its path to death. "Twilight! NOW!" Celestia shouted as the Mane Six attempted to use the Elements of Harmony, but Kerrigan was using the Power of Zerus to attack as well, the resulting energy colliding caused a massive explosion and the Mane Six passed out. The last thing Twilight saw was Kerrigan standing over her.

"My Queen? Why did you bring them onto the Leviathan? Are they not the ones who tried to destroy us?" Izsha asked. "It's called 'pity' Izsha. Terrans feel it when they help someone or something because they feel sad for them." Kerrigan explained. Abathur was in the Evolution Chamber working on a new experiment ordered by the Queen. _"Besides…"_ Abathur placed a green cocoon onto the ground, there were six more like it nearby. _"They do not serve the Defense anymore…" _Abathur was pleased with his work, the seven ponies were now in their cocoons. _"They will serve the Swarm…"_ Light shines onto the cocoons making them transparent, you could see the Mane Six and Princess Celestia inside, being mutated, and changed. _"They are the Swarm…"_

The End…?


End file.
